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The $3.4 billion-asset holding company for Five Star Bank received a letter on Wednesday from Clover Partners' managing director, Johnny Guerry, saying management has made the wrong decision on two recent deals. Clover owns about 5.2% of Financial Institutions.
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Peter Humphrey is immediately retiring from the bank its holding company to spend more time with family and pursue other interests.
August 28
A former chief executive of Financial Institutions Inc. in Warsaw, N.Y., is pressuring the company to put itself up for sale.
Peter Humphrey, who was also Financial Institutions' president from
"As a result, I am an advocate for FISI to explore creating additional value for its shareholders through a strategic combination with a larger banking organization at an attractive price reflecting the value that FISI can bring to the combined organization," he added.
Humphrey said that he and his wife control about 3.5% of the company's stock and that would be willing to support any effort that leads to a sale that would "result in such a value-enhancing transaction for FISI shareholders."
The statement comes a month after Clover Partners, an activist investor that holds about 5.2% of Financial Institutions' stock,
In May 2014, Financial Institutions agreed to buy the insurance brokerage
"We are open to dialogue with all of our shareholders and routinely consider their thoughts on business and strategy as we pursue our common goal of increasing shareholder value," Martin Birmingham, Financial Institutions' president and chief executive, said in prepared statement. "Our board of directors regularly evaluates our business in light of our current strategy and is committed to delivering value to shareholders as evidenced by our stock's strong performance in recent years."
Humphrey's family has longstanding ties to Financial Institutions, owning several predecessor banks dating to the late 1800s. His grandfather formed the holding company in 1931, and his father, a former president and CEO, served on the board for nearly 50 years. An uncle and brother were also directors.
James Wyckoff, Humphrey's cousin, is still on Financial Institutions' board. Wyckoff and his wife own about 3% of the company's stock, based on regulatory filings.
In his statement Humphrey encouraged other family members to "inform" Financial Institutions' board of their views regarding Clover's filing.
Humphrey, who left Financial Institutions' board in 2014, declined to comment when asked if he had shared his views with the company's board and management and whether the had been in talks with Clover before releasing his statement.
